Agenda Item 4.B.2. CALIFORNIA POLLUTION CONTROL FINANCING AUTHORITY BOND FINANCING PROGRAM Meeting Date: December 12, 2017 Request to Approve Final Resolution Authorizing the Issuance of Revenue Notes for New Money Purposes and Tax-Exempt Volume Cap Allocation Prepared by: Andrea Gonzalez Applicant: GreenWaste Recovery, Inc., Zanker Road Resource Management, Ltd. Amount Requested: $38,000,00060,700,000 Application No.: Initial Resolution No.: 920 17-19 Project Location: Various Locations throughout California Final Resolution: 17-01-581 Summary. GreenWaste Recovery, Inc. and Zanker Road Resource Management, Ltd. and/or its affiliates (the “Company”) requests approval of a Final Resolution and Volume Cap Allocation for an amount not to exceed $60,700,00038,000,000 to finance the construction and improvements to an existing waste and recycling site, as well as the to purchase equipment. Borrower. GreenWaste Recovery, Inc. and Zanker Road Resource Management, Ltd. were incorporated in San Jose, California in 1991 and 1984, respectively. GreenWaste and Zanker provide refuse collection, recycling and disposal services in Santa Clara, Santa Cruz, and Sacramento Counties. The principal stockholders of GreenWaste Recovery, Inc. are as follows: Richard A. Cristina & Diane L. Cristina, Trustees 19.79% Murray B. Hall, Trustee 17.29% Frank C. Weigel, Trustee 10.42% Juan & Cindy Pena, Trustees 10.42% Eric A. Bracher & Vivian M. Bracher, Trustees 8.54% William H. Giannini & Linda D. Giannini, Trustees 4.79% Gene P. Carter & Patricia J. Carter, Trustees 4.17% Gary V. Giannini & Susan M. Giannini, Trustees 4.17% Patricia L. Sheehan, Trustee 4.17% Herbert Sweatt, Trustee 4.17% Various (less than 3% each) 12.07% Total: 100.00% The General and Limited Partners of Zanker Road Resource Management, Ltd. are as follows: General Partners Zanker Road Resource Recovery, Inc. (50% each Richard A. Cristina & Murray B. Hall) 30.0000% H.L. Sweatt, Inc. (50% each Herbert & Nancy Sweatt) 10.0000% Limited Partners Page 1 of 18
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Agenda Item 4.B.2. CALIFORNIA POLLUTION CONTROL … · 12/12/2017 · 95020, 4201 Florin Perkins Road, Sacramento, CA 95826375 Industrial Road, Watsonville, C, A 95076 and/or 14201
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Agenda Item 4.B.2.
CALIFORNIA POLLUTION CONTROL FINANCING AUTHORITY BOND FINANCING PROGRAM Meeting Date: December 12, 2017
Request to Approve Final Resolution Authorizing the Issuance of Revenue Notes for New
Money Purposes and Tax-Exempt Volume Cap Allocation
Prepared by: Andrea Gonzalez Applicant: GreenWaste Recovery,
Summary. GreenWaste Recovery, Inc. and Zanker Road Resource Management, Ltd. and/or its affiliates (the “Company”) requests approval of a Final Resolution and Volume Cap Allocation for an amount not to exceed $60,700,00038,000,000 to finance the construction and improvements to an existing waste and recycling site, as well as the to purchase equipment. Borrower. GreenWaste Recovery, Inc. and Zanker Road Resource Management, Ltd. were incorporated in San Jose, California in 1991 and 1984, respectively. GreenWaste and Zanker provide refuse collection, recycling and disposal services in Santa Clara, Santa Cruz, and Sacramento Counties. The principal stockholders of GreenWaste Recovery, Inc. are as follows: Richard A. Cristina & Diane L. Cristina, Trustees 19.79% Murray B. Hall, Trustee 17.29% Frank C. Weigel, Trustee 10.42% Juan & Cindy Pena, Trustees 10.42% Eric A. Bracher & Vivian M. Bracher, Trustees 8.54% William H. Giannini & Linda D. Giannini, Trustees 4.79% Gene P. Carter & Patricia J. Carter, Trustees 4.17% Gary V. Giannini & Susan M. Giannini, Trustees 4.17% Patricia L. Sheehan, Trustee 4.17% Herbert Sweatt, Trustee 4.17% Various (less than 3% each) 12.07% Total: 100.00%
The General and Limited Partners of Zanker Road Resource Management, Ltd. are as follows: General Partners Zanker Road Resource Recovery, Inc. (50% each Richard A. Cristina & Murray B. Hall)
30.0000%
H.L. Sweatt, Inc. (50% each Herbert & Nancy Sweatt) 10.0000%
Limited Partners
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Agenda Item 4.B.2.
Legal Status Questionnaire. The Staff has reviewed the Company’s responses to the questions contained in the Legal Status Questionnaire portion of the Application. No information was disclosed in the Legal Status Questionnaire portion of the Application that raises questions concerning the financial viability or legal integrity of this applicant. TEFRA. The TEFRA hearing was held on [December 7, 2017]. There were no comments received in support of or in opposition to this project. Fees. The Company has paid an application fee of $5,000 and will pay an administrative fee of $116,400 at closing. SBAF Contribution. The Company is a large business and will contribute up to $400,620 to the CPCFA Small Business Assistance Fund at closing. Prior Financings. Prior financings are listed below.
Description
Date of Bond Issue
Original Amount
Amount Outstanding as of 11/15/2017
GreenWaste of Palo Alto Series 2008B 10/08/2008 $13,465,000 $1,530,000 GreenWaste Recovery, Inc. Project Series 2013
11/06/2013 $40,880,000 $34,710,000
Zanker Road Resource Management, Ltd. 11/06/2013 $29,755,000 $29,755,000 Zero Waste Energy Development Company LLC
11/06/2013 $32,390,000 $25,890,000
GreenWaste Recovery, Inc. Series 2014 12/04/2014 $28,300,000 $22,945,000 Zanker Road Resource Management, Ltd. 12/28/2016 $10,000,000 $10,000,000 TOTALS: $154,790,000 $124,830,000
Project Description. The Company will use note proceeds to construct improvements to the Company’s waste and recycling sites and to the buildings housing solid waste related functions. Note proceeds will also be used to purchase equipment for the collection, processing, transfer and recycling of solid waste including additional carts, bins, containers, and drop boxes. All the site improvements and equipment purchases are to be completed on and/or located at existing facilities throughout California. The anticipated project and issuance costs are listed below:
Diana L. Couch 9.0044% John D. Couch 9.0044% Kenneth W. Zerbe 7.0588% Gene R. Carter 7.0588% Neal Family Revocable Trust 5.2941% Sportssell L.P. #4 10.5882% Various (less than 3% each) 11.9913% Total: 100.0000%
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Agenda Item 4.B.2.
Acquisition and Installation of New Equipment $54,485,93536,493,550 Site Preparation 5,060,000610,000 Bond Issuance Expenses 969,065711,450 Rehabilitation of Existing Buildings 185,000 Total: $60,700,00038,000,000
Note: The project costs reported in the Borrower’s application and shown here in staff’s report are estimated costs. At the time this financing closes, the estimated project costs will be finalized and stated in the Tax Certificate. Variations from the costs shown in the application and in this report may occur prior to the closing due to increased costs of certain components of the project from original estimates, and other reasons. In addition, such costs may vary after closing due also to increased costs, as well as common design and equipment modifications during construction, differences in equipment due to future changes in law or regulation or for other reasons. However, the Borrower confirms, through submission of a signed application and will confirm through covenants and representations in various bond documents, that all assets purchased with bond proceeds will qualify for tax exempt financing, that they will be used to complete the project as described, and that the average life tests required by federal law and described in the Tax Certificate will continue to be met. Tax-exempt financing may be only one source out of multiple sources of financing for a given project. Anticipated Project Timeline. The Company anticipates project completion by December 31, 2020. Local Government. The Company received a letter of support from:
• John J. Presleigh, Director of Public Works of Santa Clara County (Attachment A) • David Ghirardelli, Solid Waste Planner II of the Sacramento Regional Solid Waste
Authority (Attachment B) • Jeff Anderson, Interim Deputy Director, Integrated Waste Management, City of San Jose
Environmental Services Department (Attachment C and Attachment D) Pollution Control and/or Environmental Benefits. The Company represents the project will generate the pollution control and environmental benefits described below. Air Quality. The waste collection fleet additions will either be CNG or Biodiesel powered either of which will offer air quality improvements over previous technology in use. Water Quality. All waste material to be processed at the applicant’s facilities will be on paved surfaces under roof (with the exception of landfill located operations) and will not, therefore, contribute to otherwise naturally occurring runoff. Energy Efficiency. The waste collection fleet additions will either be using natural gas or biodiesel rather than diesel fuel either of which will reduce the use of conventional diesel and by doing so produce energy efficiencies and further reduction of reliance on a conventional oil supply. Recycling of Commodities. The new sorting equipment for construction and demolition (C&D) debris will increase C&D waste diversion from landfills as it will be more efficient than what is now in use.
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Agenda Item 4.B.2.
Safety and Compliance. Compliance with all applicable state and federal environmental regulations regarding solid waste disposal will result with the implementation of the project. It is important to note that the United States Resource Conservation and Recovery Act (RCRA), the California Integrated Waste Management Act of 1989 (AB 939) and the California Global Warming Solutions Act (Chapter 488, Statutes of 2006) as adopted in Assembly Bill 32 Scoping Plan all mandate the need to minimize the amount of material landfilled and maximize recycling opportunities, both of which the project will achieve. The project will be compliant with all State and local mandates. Consumer Cost Savings. Cost of capital is one of the expenses in the companies Franchise Agreements that determine the rates charged to customers. As such the lower tax-exempt interest rate compared to conventional financing should resolute in consumer cost savings. Permitting and Environmental Approvals. The Company included a letter, signed by David Tilton, the Chief Financial Officer, stating that the project does not require a new California Environmental Quality Act (CEQA) process and does not require any discretionary permits. The project consists of the acquisition of solid waste equipment and improvements to existing buildings and is consistent with existing zoning and permits. Financing Details. The Company anticipates a direct bank purchase of negotiated tax-exempt notes with Bank of the West, Wells Fargo Bank, National Association and MUFG Union Bank, N.A., which are Qualified Institutional Buyers (QIBs) as defined in SEC Rule 144 under the Securities Act of 1933. The notes will be in minimum denominations of $250,000 or any integral multiple of $5,000 in excess thereof. Subsequent transfer is restricted to the transfer of the notes in whole. The target date for financing is December 28, 2017. For state law purposes, the notes will be delivered (“drawn down”) incrementally. For federal tax law purposes, since at least $50,000 of the notes will be delivered on the initial closing date, the entire $60,700,00038,000,000 will be deemed issued at closing and will receive the full amount of volume cap allocation dedicated to the notes. This structure will provide significant cost savings to the Company. Financing Team.
Municipal Advisor to the Borrower: Westhoff, Cone & Holmstedt Bond Counsel: Law Offices of Leslie M. Lava
Issuer’s Counsel: Trustee:
Office of the Attorney General The Bank of New York Mellon Trust, N.A.
Staff Recommendation. Staff recommends approval of Final Resolution No. 17-01-581 and Volume Cap Allocation Resolution No. 14-147-18 for an amount not to exceed $60,700,00038,000,000 for GreenWaste Recovery, Inc., Zanker Road Resource Management, Ltd. and/or its affiliates.
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Agenda Item 4.B.2.
Attachment A
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Agenda Item 4.B.2.
Attachment B
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Attachment C
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Attachment D
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Agenda Item 4.B.2.
Final Resolution No. 17-01-581 Application No. 920
FINAL RESOLUTION OF THE CALIFORNIA POLLUTION CONTROL FINANCING AUTHORITY
AUTHORIZING THE ISSUANCE OF REVENUE NOTES FOR NEW MONEY PURPOSES FOR THE
SOLID WASTE DISPOSAL, RECYCLING AND/OR RESOURCE RECOVERY FACILITIES AND EQUIPMENT
FOR GREENWASTE RECOVERY, INC., ZANKER ROAD RESOURCE MANAGEMENT, LTD.
AND/OR THEIR RESPECTIVE AFFILIATES
December 12, 2017
WHEREAS, the California Pollution Control Financing Authority (the “Authority”) has received the application of GreenWaste Recovery, Inc. and Zanker Road Resource Management, Ltd. (each, the “Borrower” and, together, the “Borrowers”), for financial assistance to finance or refinance (i) improvements to a building which houses solid waste related functions, the construction of site improvements, and/or the acquisition and installation, if any, of equipment for the collection, processing, transfer and recycling of solid waste and/or resource recovery equipment and other equipment functionally related thereto, including, without limitation, rolling stock, collection and other vehicles and materials recovery equipment, all to be located at one or more of the following addresses: 565, 575, 625, 645, 651 and/or 653 Charles Street, San Jose, CA 95112, 675 and/or 705 Los Esteros Road, San Jose, CA 95134, 980 State Highway 25, Gilroy, CA 95020, 4201 Florin Perkins Road, Sacramento, CA 95826, 375 Industrial Road, Watsonville, CA 95076 and/or 14201 Del Monte Blvd., Marina, CA 93933 (the “Sites”), and/or (ii) the acquisition of drop boxes, bins, carts and containers to be located at one or more of the Sites and/or with customers located in incorporated or unincorporated portions of Santa Clara, Santa Cruz, Monterey and/or Sacramento Counties, CA, all as more particularly described in the Term Sheet attached hereto as Exhibit A and incorporated herein (the “Term Sheet”) (collectively, the “Project”); and
WHEREAS, the Borrowers have requested the Authority to issue its revenue notes from time to time in an amount not to exceed $60,700,00038,000,000 to assist in the financing or refinancing of the Project; and
WHEREAS, the Borrowers have requested that such revenue notes be delivered in installments as described in the hereinafter referred indenture; and
WHEREAS, the proceeds of such revenue notes will be loaned to each Borrower
under the hereinafter referred loan agreements with the Authority; and WHEREAS, final approval of the terms of such revenue notes and certain documents
relating to such revenue notes is now sought; and
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Agenda Item 4.B.2.
WHEREAS, the Borrowers have provided documentation to the Authority demonstrating that the Project has complied with Division 13 (commencing with Section 21000) of the Public Resources Code, or is not a project under that division;
NOW, THEREFORE, BE IT RESOLVED by the California Pollution Control
Financing Authority, as follows:
Section 1. The Project constitutes a “project” and each Borrower is a “participating party” within the meaning of the California Pollution Control Financing Authority Act (the “Act”).
Section 2. Pursuant to the Act, two revenue obligations of the Authority,
designated as the “California Pollution Control Financing Authority Variable Rate Demand Solid Waste Disposal Revenue Notes (GreenWaste Recovery, Inc. Project) Series 2017” and “California Pollution Control Financing Authority Solid Waste Disposal Revenue Notes (Zanker Road Resource Management, Ltd. Project) Series 2017” (collectively, the “Notes”), or such alternate designation as may be approved by the Executive Director of the Authority, in an aggregate principal amount not to exceed $60,700,00038,000,000, are hereby authorized to be issued. The Notes may be issued at one time, or from time to time, in one or more series or sub-series separately or differently identified, and may be issued in a tax-exempt mode, all in accordance with each Indenture (as hereinafter defined) as finally executed. The proceeds of the Notes shall be used to make a loan to each Borrower to finance or refinance the Project (including without limitation, reimbursing such Borrower for qualifying costs incurred for the Project prior to the issuance of the Notes) and to pay certain costs of issuance of the Notes. The Notes may be issued as a single issue for federal tax purposes with delivery of the Notes against proceeds done in periodic installments under a draw down mechanism.
Section 3. The Treasurer of the State of California (the “Treasurer”) is hereby
authorized to sell the Notes, at one time or from time to time on or before December 31, 2017, by negotiated sale, at such price and at such interest rate or rates as he may determine, such determination to be as set forth in each Purchase Contract (as hereinafter defined). Delivery of the Notes at such times to be determined by the Authority pursuant to documents approved in Section 4 hereof, is hereby approved.
Section 4. The following documents:
(i) a loan agreement relating to each of the Notes (the “Loan Agreement”) between the Authority and each of the Borrowers;
(ii) an indenture relating to each of the Notes (the “Indenture”) between the Authority and the trustee named in the Term Sheet (the “Trustee”); and
(iii) a note purchase contract relating to each of the Notes (the “Purchase Contract”)
among the Authority, the Treasurer of the State of California, as agent for sale, and the banks named in the Term Sheet, as purchasers (the “Purchasers”), and as approved by the applicable Borrower;
are hereby approved in substantially the forms on file with the Authority prior to
this meeting, with such insertions, deletions or changes therein in substantial conformance with
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Agenda Item 4.B.2.
the Term Sheet as the officer(s) executing and/or delivering the same may require or approve, such approval to be conclusively evidenced by execution and delivery thereof.
Section 5. The Authority understands and agrees that pursuant to the terms of
the Loan Agreement, the obligations of the Borrower may, under some circumstances, be carried out or assumed by a successor or assignee entity, or by an Affiliate of the Borrower. For purposes of this Resolution, an “Affiliate” of the Borrower means any person or entity which meets the definition of “Participating Party” in the Act and controls, is controlled by, or is under common control with, the Borrower, as shown by the possession, directly or indirectly, of the power to direct or cause the direction of its management or policies, whether through majority equity ownership, contract or otherwise.
Section 6. The dates, maturity dates, interest rate or rates, interest payment
dates, denominations, forms, registration privileges, place or places of payment, terms of redemption and other terms of the Notes shall be as provided in the Indenture, as finally executed.
Section 7. The Notes shall be executed by the manual or facsimile signature of
the Chairman or any Deputy to the Chairman and the seal of the Authority shall be affixed thereon (or a facsimile reproduced thereon) in the form set forth in and otherwise in accordance with the Indenture. The Notes, when executed, shall be delivered to the Trustee under the Indenture for authentication by the Trustee. The Trustee is hereby requested and directed to authenticate the Notes by executing the Trustee’s certificate of authentication appearing thereon. The Trustee is hereby requested and directed to deliver the Notes, when duly executed and authenticated, to the Purchasers in accordance with written instructions executed on behalf of the Authority, which instructions are hereby approved. Such instructions shall provide for the delivery of the Notes to the Purchasers upon payment of the purchase price thereof.
Section 8. The Authority hereby dedicates and confirms its allocation to the
Notes of $60,700,000 of a portion of its private activity bond limit, as previously received, carried forward or to be received from the California Debt Limit Allocation Committee, to finance or refinance certain costs of the 2017 Project and to pay certain costs of issuance of the Notes, so as to satisfy the requirements of Section 146(e) of the Internal Revenue Code of 1986, with respect to the Notes.
Section 9. Each officer of the Authority, acting alone, is hereby authorized and
directed, to do any and all ministerial acts that the officer may deem necessary or advisable in order to consummate the issuance, sale or delivery of the Notes, and otherwise to effectuate the purposes of this Resolution and the Indenture, the Loan Agreement and the Purchase Contract. The Authority hereby approves any and all documents to be delivered in furtherance of the foregoing purposes, including without limitation, any certifications, including, a tax certificate.
Section 10. The provisions of the resolution of the Authority entitled
“Resolution of the California Pollution Control Financing Authority Delegating Certain Powers and Authorizing Certain Actions Related to Bond Financings” adopted by the Authority on January 19, 2016, apply to the documents and actions approved in this Resolution, and the provisions of such resolution are incorporated herein by reference.
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Agenda Item 4.B.2.
Section 11. The Authority hereby approves and ratifies each and every action
taken by its officers, agents, members and employees prior to the date hereof in furtherance of the purposes of this Resolution.
Section 12. This Resolution shall take effect immediately upon its passage. The
adoption by the Authority of this final resolution for the Borrower shall not be referred to in any application before any government agency as evidence of the feasibility, practicality or suitability of the Project or in any application for any required permission or authority to construct or operate the Project.
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Agenda Item 4.B.2.
EXHIBIT A
TERM SHEET
Name of Issue: California Pollution Control Financing Authority Variable Rate Demand Solid Waste Disposal Revenue Notes (GreenWaste Recovery, Inc. Project) Series 2017 (“GreenWaste Notes”), California Pollution Control Financing Authority Variable Rate Demand Solid Waste Disposal Revenue Notes (Zanker Road Resource Management, Ltd. Project) Series 2017 (“Zanker Notes”) or such alternate designation as may be approved by the Executive Director of the Authority (collectively, the “Notes”)
Maximum Amount of Issue: $60,700,00038,000,000 (tax-exempt)
Issuer: California Pollution Control Financing Authority (the “Authority”) Sacramento, CA
Borrowers: GreenWaste Notes:
GreenWaste Recovery, Inc. San Jose, CA Zanker Notes:
Zanker Road Resource Management, Ltd. San Jose, CA
Purchasers: Bank of the West Newport Beach, CA Wells Fargo Bank, National Association Walnut Creek, CA MUFG Union Bank, N.A. Ontario, CA
Note Counsel: Leslie M. Lava, Esq.
Tiburon, CA
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Agenda Item 4.B.2.
Trustee: The Bank of New York Mellon Trust Company, N.A. Los Angeles, California
Underwriter: Not applicable
Remarketing Agent: Not applicable Project: Finance or refinance (i) improvements to a
building which houses solid waste related functions, the construction of site improvements, and/or the acquisition and installation, if any, of equipment for the collection, processing, transfer and recycling of solid waste and/or resource recovery equipment and other equipment functionally related thereto, including, without limitation, rolling stock, collection and other vehicles and materials recovery equipment, all to be located at one or more of the following addresses: 565, 575, 625, 645, 651 and/or 653 Charles Street, San Jose, CA 95112, 675 and/or 705 Los Esteros Road, San Jose, CA 95134, 980 State Highway 25, Gilroy, CA 95020, 4201 Florin Perkins Road, Sacramento, CA 95826, 375 Industrial Road, Watsonville, CA 95076 and/or 14201 Del Monte Blvd., Marina, CA 93933 (the “Sites”), and/or (ii) the acquisition of drop boxes, bins, carts and containers to be located at one or more of the Sites and/or with customers located in incorporated or unincorporated portions of Santa Clara, Santa Cruz, Monterey and/or Sacramento Counties, CA.
Maximum Note Term: Not to exceed 25 years
Type of Sale: Negotiated sale; direct purchase by Purchasers
Description of Minimum Denominations: $250,000 or any integral multiple of $5,000 in excess thereof during index interest rate period (initial period)
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Agenda Item 4.B.2.
Financing Structure: Index interest rate notes deliverable in installments using a draw down mechanism, convertible to term interest rate or weekly variable rate with tender option pursuant to the Indenture; transferrable by a Purchaser to either an affiliate of such Purchaser or, upon delivery of a letter of representation, a “Qualified Institutional Buyer”, as defined in Rule 144A of the Securities Act of 1933, as amended
Maximum Interest Rate: 12% or the maximum rate permitted by law
Letter of Credit: Not applicable
Other Credit Enhancement: Not applicable
Anticipated Note Rating: Unrated
Type of Financing: Solid waste disposal revenue notes
Prepared by: Leslie M. Lava, Esq. Law Offices of Leslie M. Lava (415) 331-6464
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Agenda Item 4.B.2.
THE CALIFORNIA POLLUTION CONTROL FINANCING AUTHORITY
RESOLUTION NO. 14-147-18
A RESOLUTION TRANSFERRING A PORTION OF THE 2014 STATE CEILING ON QUALIFIED PRIVATE ACTIVITY BONDS FOR AN
EXEMPT FACILITY PROJECT
WHEREAS, the California Pollution Control Financing Authority (the “Authority”) has received an application ("Application") from the GreenWaste Recovery, Inc. and Zanker Road Resource Management, Ltd. and/or its affiliates ("Project Sponsor") for the dedication of a portion of the 2014 State Ceiling on Qualified Private Activity Bonds under Section 146 of the Internal Revenue Code of 1986, as amended, to finance a Project through the issuance of bonds or other obligations as specifically described in Exhibit A (“Project”) (capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Regulations of the California Debt Limit Allocation Committee (the “Committee”) implementing the Allocation of the State Ceiling on Qualified Private Activity Bonds);
WHEREAS, the Project Sponsor has represented and confirmed in its Application certain
facts and information concerning the Project; WHEREAS, in evaluating the Project and dedicating a portion of the State Ceiling on
Qualified Private Activity Bonds to the Project Sponsor for the benefit of the Project, the Authority has relied upon the written facts and information represented in the Application by the Project Sponsor; and
WHEREAS, it is appropriate for the Authority to dedicate a portion of the 2014 State
Ceiling on Qualified Private Activity Bonds in order to benefit such Project described in the Application;
NOW, THEREFORE, the California Pollution Control Financing Authority resolves as
follows:
Section 1. There is hereby dedicated to the Project Sponsor an amount of the 2014 State Ceiling on Qualified Private Activity Bonds equal to $60,700,00038,000,000 (“Allocation”). Such Allocation may be used only in connection with the issuance of bonds or other obligations to finance the Project, as specifically described in Exhibit A. All of the terms and conditions of Exhibit A are incorporated herein as though set forth in full (this resolution, together with Exhibit A are hereafter referred to collectively as this “Resolution”).
Section 2. The terms and conditions of this Resolution shall be incorporated in
appropriate documents relating to the Bonds. The Project Sponsor, and all of its respective successors and assignees, will be bound by such terms and conditions. The Project shall be subject to the monitoring provisions of section 5144 of the Committee’s Regulations.
Section 3. The Allocation must be used by December 31, 2017.
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Agenda Item 4.B.2.
Section 4. Within twenty-four (24) hours of using the Allocation to issue Qualified
Private Activity Bonds to finance the Project, the Authority shall notify the Committee at [email protected] that the Allocation has been used. This notice shall identify the Project Sponsor, the project, the date the Allocation was used, and the Allocation amount.
Section 5. Within fifteen (15) calendar days of the Bond closing, the Authority shall
formally transmit to the Committee information regarding the issuance of the Bonds by submitting a completed Report of Action Taken in a form prescribed by and made available by the Committee.
Section 6. Any differences between the amount of Bonds issued and the amount of the
Allocation in Section 1 of this Resolution shall automatically revert to the Authority. Section 7. Authority staff is authorized and directed to transmit a copy of this Resolution
to the Project Sponsor together with a request that the Project Sponsor retain a copy of this Resolution for the term of the Bonds. Authority staff is further directed to retain a copy of this Resolution in the files of the Authority for the same period of time.
Section 8. In consideration of the Allocation dedicated to the Project, the Project Sponsor
shall comply with all of the terms and conditions contained in this Resolution and ensure that these terms and conditions are included in the documents related to the Bonds. Further, the Project Sponsor expressly agrees that the terms and conditions of this Resolution may be enforced by the Authority or the Committee through an action for specific performance or any other available remedy, provided however, that the Authority and the Committee agree not to take such action or enforce any such remedy that would be materially adverse to the Bondholders. In addition, the Project Sponsor shall ensure that the Bond documents, as appropriate, expressly provide that the Committee is a third party beneficiary of the terms and conditions set forth in this Resolution. The Committee may consent to changes in the terms and conditions set forth in this Resolution as changed circumstances may dictate.
Section 9. The Certification of Compliance II or equivalent form must be submitted by
the Project Sponsor to the Authority by February 1, but no later than March 1st annually until the project's Certificate of Completion has been submitted to the Authority. The Authority is responsible for reporting to CDLAC by March 1 annually via the Online Compliance System until project completion. A copy of the Certification of Compliance II and Certificate of Completion form may be found at this website location: http://www.treasurer.ca.gov/cdlac. Failure to submit compliance may result in disqualification from future program participation.
Section 10. This Resolution shall take effect immediately upon its adoption.
2. Project Sponsor GreenWaste Recovery, Inc. and Zanker Road Resource
Management, Ltd. and/or its affiliates
3. Project User: Same as Project Sponsor
4. Project Name: GreenWaste Recovery, Inc. and Zanker Road Resource Management, Ltd.
5. Location: 565, 575, 625, 645, 651, 653 Charles Street San Jose, CA 95112 675 and/or 705 Los Esteros Road San Jose, CA 95134 980 State Highway 25 Gilroy, CA 95020 4201 Florin Perkins Road Sacramento, CA 95826 375 Industrial Road
Watsonville, CA 95076
14201 Del Monte Blvd. Marina, CA 93933
6. Amount of Allocation: $60,700,00038,000,000
7. Pursuant to Section 5145(d) of the CDLAC Regulations, CDLAC must be designated in the bond documents to receive notice of changes in use and circumstances of Bond Default and Qualifying Bond Default.